Common use of Alternative Dispute Resolution Process Clause in Contracts

Alternative Dispute Resolution Process. It is hereby understood and agreed that all disputes or differences which may arise under or in connection with this policy, whether arising before or after termination of this policy, including any determination of the amount of Loss, shall be submitted to the alternative dispute resolution (“ADR”) process set forth in this clause. Either the Insurer or an Insured may elect the type of ADR process discussed below; provided, however, that such Insured shall have the right to reject the Insurer’s choice of the type of ADR process at any time prior to its commencement, in which case such Insured’s choice of ADR process shall control. The Insurer and each and every Insured agrees that there shall be two choices of ADR process: (1) non-binding mediation administered by the Israeli Institute for Arbitration, in which the Insurer and any such Insured shall try in good faith to settle the dispute by mediation under or in accordance with its then-prevailing Commercial Mediation Rules; or (2) arbitration submitted to the Israeli Institute for Arbitration in accordance with its then-prevailing Commercial Arbitration Rules, in which the arbitration panel shall consist of three disinterested individuals. In either mediation or arbitration, the mediator or arbitrators shall have knowledge of the legal, corporate management, or insurance issues relevant to the matters in dispute. The mediator or arbitrators shall also give due consideration to the general principles of the law of the state where the Named Fund Manager is incorporated in the construction or interpretation of the provisions of this policy. In the event of arbitration, the decision of the arbitrators shall be final and binding and provided to both parties, and the arbitrators’ award shall not include attorneys fees or other costs. In the event of mediation, either party shall have the right to commence a judicial proceeding; provided, however, that no such judicial proceeding shall be commenced until the mediation shall have been terminated and at least 120 days shall have elapsed from the date of the termination of the mediation. In all events, each party shall share equally the expenses of the ADR process. Either choice of ADR process may be commenced in New York, New York; Atlanta, Georgia; Chicago, Illinois; Denver, Colorado; or in the state indicated in Item 1(a) of the Declarations as the mailing address for the Named Fund Manager. The Named Fund Manager shall act on behalf of each and every Organization and any other Insured in deciding to proceed with an ADR process under this clause.

Alternative Dispute Resolution Process. It is hereby understood and agreed that all disputes 11.1 In the event of any dispute between any parties to this Settlement Agreement arising out of or differences which may arise under relating to this Settlement Agreement or in connection with this policyEscrow Agreement, whether arising before or after termination of this policy, including any determination of the amount of Loss, shall be submitted those parties agree to the alternative dispute resolution (“ADR”) process set forth in this clause. Either the Insurer or an Insured may elect the type of ADR process discussed below; provided, however, that such Insured shall have the right to reject the Insurer’s choice of the type of ADR process at any time prior to its commencement, in which case such Insured’s choice of ADR process shall control. The Insurer and each and every Insured agrees that there shall be two choices of ADR process: (1) non-binding mediation administered by the Israeli Institute for Arbitration, in which the Insurer and any such Insured shall try in good faith to settle the dispute by negotiation and/or mediation. 11.2 If the dispute cannot be resolved to those parties’ mutual satisfaction through negotiation and/or mediation under within thirty (30) days, the dispute shall be resolved through binding arbitration. It is the intent of the parties that any dispute between any parties to this Settlement Agreement arising out of or relating to this Settlement Agreement or Escrow Agreement which is not promptly resolved through negotiation or mediation shall be resolved through binding arbitration and that the arbitration be structured in such a way as to minimize costs and delay. The arbitration shall be conducted in accordance with its the Judicial Arbitration and Mediation Service (“JAMS”) Comprehensive Arbitration Rules and Procedures (“JAMS RULES”) with the following stipulations: 11.2.1 The arbitration hearing shall be held before a single arbitrator to be selected by the parties. The parties shall endeavor to agree upon an arbitrator as soon as practicable after the Date of Execution. If the parties are unable to select a single arbitrator, then-prevailing Commercial Mediation Rules; or (2) , no later than 10 days after the first dispute is referred to arbitration submitted pursuant to paragraph 11.2 above, the single arbitrator will be selected by the President of JAMS. If for any reason the selection procedures above fail, then each party to the Israeli Institute dispute shall select an arbitrator, and those arbitrators shall select a third arbitrator, who shall be the single arbitrator for Arbitration the dispute. If the two arbitrators are unable to agree upon a third arbitrator within 15 days, the third arbitrator shall be selected by the President of the New York City Bar Association. Any reference to an “arbitrator” in this Settlement Agreement shall be deemed a reference to an arbitrator selected pursuant to this paragraph. 11.2.2 The arbitrator(s) selected must be free of any interest affecting his/her impartiality, must make all appropriate disclosures to the parties, and must comply with all JAMS RULES and the JAMS Arbitrators Ethics Guidelines with respect to impartiality and disclosures. 11.2.3 The arbitrator may impose reasonable and equitable time limits on each arbitrating party’s presentation at the arbitration hearing, and shall endeavor to complete the hearing in ten (10) business days or less from the day the hearing is commenced. 11.2.4 The arbitration decision shall be rendered not later than thirty (30) days after the final day of the hearing and shall be judicially enforceable and binding in accordance with its then-prevailing Commercial Arbitration RulesNew York law. 11.2.5 Summaries of any expert testimony, along with copies of all documents to be submitted as exhibits, shall be exchanged at least ten (10) business days before the arbitration hearing under procedures set up by the arbitrator. 11.2.6 Except as otherwise specified herein, there shall be no discovery or dispositive motion practice except as may be permitted by the arbitrator, who may authorize only such discovery as is shown to be necessary to ensure a fair hearing. 11.2.7 The arbitrator may retain a technical expert to aid in deciding the dispute between the parties, in which event the arbitration panel technical expert shall consist be chosen by agreement of three disinterested individualsthe arbitrating parties or, absent such agreement, by the arbitrator (subject to the arbitrating parties’ right to disqualify the expert for conflict of interest). In either mediation Arbitration costs and fees shall be divided equally between the Settling Plaintiff(s) on one hand and the Settling Defendant(s) on the other hand, and paid subject to reallocation as set forth in the next subparagraph. As among multiple Settling Plaintiffs, or multiple Settling Defendants, participating in the same arbitration, the mediator or arbitrators costs and fees to be paid by each side shall have knowledge be allocated among the multiple parties on that side in accordance with their relative allocations for purposes of the legal, corporate managementpayments to or distributions from the Aggregate Settlement Payment, or insurance issues relevant as may be agreed to among the Settling Defendants or Settling Plaintiffs. 11.2.8 Arbitration costs, arbitrator’s fees and reasonable attorneys’ fees and costs shall be awarded to the matters in dispute. The mediator or arbitrators shall also give due consideration to prevailing parties, if any, by the general principles of the law of the state where the Named Fund Manager is incorporated in the arbitrator. 11.2.9 For disputes concerning construction or and/or interpretation of the provisions of this policy. In the event of arbitrationSettlement Agreement, the arbitrator’s decision of the arbitrators shall be final and binding and provided governed by JAMS Rule 24(c). 11.2.10 The parties to both parties, and this Settlement Agreement agree that any decision by the arbitrators’ award shall arbitrator that is not include attorneys fees or other costs. In the event of mediation, either party overturned by a reviewing court under applicable law shall have the right same issue preclusion effect as a final judgment rendered by a court of competent jurisdiction. 11.2.11 The parties to commence a judicial proceeding; providedthis Settlement Agreement agree, howevernotwithstanding the common law and to the fullest extent permitted by law, that no such judicial proceeding shall be commenced until the mediation shall have been terminated and at least 120 days shall have elapsed arbitrator may order the parties to take actions required to implement the terms of this Settlement Agreement or refrain from taking actions that are contrary to the date terms of the termination of the mediation. In all events, each party shall share equally the expenses of the ADR process. Either choice of ADR process may be commenced in New York, New York; Atlanta, Georgia; Chicago, Illinois; Denver, Colorado; or in the state indicated in Item 1(a) of the Declarations as the mailing address for the Named Fund Manager. The Named Fund Manager shall act on behalf of each and every Organization and any other Insured in deciding to proceed with an ADR process under this clauseSettlement Agreement.

Alternative Dispute Resolution Process. It is hereby understood and agreed that all disputes or differences which may arise under or in connection with this policy, whether arising before or after termination of this policy, including any determination of the amount of Loss, shall be submitted to the alternative dispute resolution (“ADR”) process set forth in this clause. Either the Insurer or an Insured may elect the type of ADR process discussed below; provided, however, that such Insured shall have the right to reject the Insurer’s choice of the type of ADR process at any time prior to its commencement, in which case such Insured’s choice of ADR process shall control. The Insurer and each and every Insured agrees that there shall be two choices of ADR process: (1) non-non- binding mediation administered by the Israeli Institute for ArbitrationAmerican Arbitration Association, in which the Insurer and any such Insured shall try in good faith to settle the dispute by mediation under or in accordance with its then-prevailing Commercial Mediation Rules; or (2) arbitration submitted to the Israeli Institute for American Arbitration Association in accordance with its then-prevailing Commercial Arbitration Rules, in which the arbitration panel shall consist of three disinterested individuals. In either mediation or arbitration, the mediator or arbitrators shall have knowledge of the legal, corporate management, or insurance issues relevant to the matters in dispute. The mediator or arbitrators shall also give due consideration to the general principles of the law of the state where the Named Fund Manager Entity is incorporated in the construction or interpretation of the provisions of this policy. In the event of arbitration, the decision of the arbitrators shall be final and binding and provided to both parties, and the arbitrators’ award shall not include attorneys fees or other costs. In the event of mediation, either party shall have the right to commence a judicial proceeding; provided, however, that no such judicial proceeding shall be commenced until the mediation shall have been terminated and at least 120 days shall have elapsed from the date of the termination of the mediation. In all events, each party shall share equally the expenses of the ADR process. Either choice of ADR process may be commenced in New York, New York; Atlanta, Georgia; Chicago, Illinois; Denver, Colorado; or in the state indicated in Item 1(a) of the Declarations as the mailing address for the Named Fund ManagerEntity. The Named Fund Manager Entity shall act on behalf of each and every Organization and any other Insured in deciding to proceed with an ADR process under this clause.

Alternative Dispute Resolution Process. It is hereby understood and agreed that all All disputes or differences between the Insured Person and Insurer which may arise under or in connection with this policyPolicy, whether arising before or after termination of this policyPolicy, including any determination of the amount of Non-Indemnified Loss, shall be submitted to the alternative dispute resolution (“ADR”) process set forth in this clauseSection. Either the Insurer or an Insured Person may elect the type of ADR process discussed below; provided, however, that such Insured Person shall have the right to reject the Insurer’s choice of the type of ADR process at any time prior to its commencement, in which case such InsuredInsured Person’s choice of ADR process shall control. The Insurer and each and every Insured Person agrees that there shall be two choices of ADR process: (of 1) . non-binding mediation administered by the Israeli Institute for ArbitrationAmerican Arbitration Association, in which the Insurer and any such Insured Person shall try in good faith to settle the dispute by mediation under or in accordance with its then-prevailing Commercial Mediation Rules; or (or 2) . arbitration submitted to the Israeli Institute for American Arbitration Association in accordance with its then-then- prevailing Commercial Arbitration Rules, in which the arbitration panel shall consist of three disinterested individuals. In either mediation or arbitration, the mediator or arbitrators shall have knowledge of the legal, corporate management, or insurance issues relevant to the matters in dispute. The mediator or arbitrators shall also give due consideration to the general principles of the law of the state where the Named Fund Manager Entity is incorporated in the construction or interpretation of the provisions of this policyPolicy. In the event of arbitration, the decision of the arbitrators shall be final and binding and provided to both parties, and the arbitrators’ award shall not include attorneys attorney’s fees or other costs. In the event of mediation, either party shall have the right to commence a judicial proceeding; provided, however, that no such judicial proceeding shall be commenced until the mediation shall have been terminated and at least 120 60 days shall have elapsed from the date of the termination of the mediation. In all events, each party shall share equally the expenses of the ADR process. SPECIMEN Either choice of ADR process may be commenced in New York, New York; Atlanta, Georgia; Chicago, Illinois; Denver, Colorado; York or Illinois or in the state indicated in Item 1(a) of the Declarations as the mailing address for the Named Fund Manager. The Named Fund Manager shall act on behalf of each and every Organization and any other Insured in deciding to proceed with an ADR process under this clauseEntity.